Welcome to our dedicated page for General Enterprise Ventures SEC filings (Ticker: GEVI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The General Enterprise Ventures, Inc. (GEVI) SEC filings page provides access to the company’s regulatory disclosures, including current reports on Form 8-K and related amendments. These documents describe material events such as financing transactions, warrant terms, leadership changes and board appointments, offering a detailed view of how GEVI structures its capital and manages corporate governance as it develops wildfire defense technologies through its Mighty Fire Breaker subsidiary.
In recent Form 8-K filings, GEVI has reported entering into Securities Purchase Agreements for a PIPE Offering of Series C Convertible Preferred Stock with accompanying PIPE Warrants. The filings specify the number of preferred shares issued, their convertibility into common stock, the exercise price and term of the warrants, and the role of Univest Securities, LLC as placement agent. Amendments on Form 8-K/A correct and clarify warrant exercise prices and placement agent warrant terms, illustrating how the company updates the market when transaction details change.
These filings also include unregistered sales of equity securities disclosures under Item 3.02, explaining the reliance on exemptions from registration under the Securities Act of 1933 and noting that the securities were offered to accredited investors. Investors can review these sections to understand how GEVI raises capital and the nature of its outstanding preferred stock and warrants.
GEVI’s 8-K reports further address leadership and board changes, documenting the resignation of prior executives, the appointment of Wesley J. Bolsen as Chief Executive Officer, and the additions of independent directors such as Lorenzo Calinawan and Craig Huff. These sections outline professional backgrounds and confirm that appointments were not the result of disagreements with the company’s operations or policies.
On this page, users can track new 8-K, 10-Q, 10-K and Form 4 filings as they are made available from EDGAR. AI-powered summaries help explain key terms, such as preferred stock convertibility, warrant exercise mechanics, and governance changes, so readers can more quickly interpret how each filing may affect GEVI’s capital structure and oversight.
CitroTech Inc. is registering up to 8,154,280 shares of common stock for resale by existing stockholders. These shares include stock issued or issuable from prior private placements, convertible debt conversions and warrants. CitroTech will not receive cash from these resales, but may receive funds if warrants covered by the prospectus are exercised.
The company had 18,803,230 shares outstanding as of February 16, 2026, with a stated total of 26,957,510 shares outstanding after the offering. For the nine months ended September 30, 2025, CitroTech generated $1.95 million in revenue and recorded a net loss of $30.7 million, with an accumulated deficit of $107.1 million and a going concern warning from its auditors.
The business is highly leveraged, with about $2.49 million of debt as of December 31, 2025, and depends on a small number of customers and a five-person management team. Two preferred stockholders control roughly 99% of voting power through super-voting Series A preferred shares, qualifying CitroTech as a “controlled company” that uses NYSE American governance exemptions. The prospectus highlights significant risks, including volatile share price, potential dilution from preferred stock, warrants and options, regulatory and product-liability exposure in fire-retardant markets, and the need for continued external financing.
General Enterprise Ventures (GEVI) filed its Q3 2025 10-Q. Revenue rose to $288,212 for the quarter (vs. $107,042 a year ago) and reached $1,945,232 for the first nine months (vs. $738,729). Operating expenses were $4,525,910 in Q3, driving a loss from operations of $4,237,698. The company reported a Q3 net loss of $7,929,208 and a nine‑month net loss of $30,736,631.
Cash increased to $6,195,974 as of September 30, 2025 (from $775,133 at year‑end), supported by equity financings, including September 2025 proceeds of about $5.4 million and an additional October 2025 raise of about $2.7 million. The company withdrew a registration statement on August 19, 2025 and reclassified $1,604,000 of derivative liability to equity. A 1‑for‑6 reverse stock split became effective on August 27, 2025. Common shares outstanding were 17,552,912 as of November 12, 2025.
General Enterprise Ventures (GEVI) filed an amended Form 8-K to correct and clarify terms of its October 21, 2025 PIPE financing and related exhibits. The company sold 193,967 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $2,909,515, each convertible into 3.3333 shares of common stock, and issued PIPE Warrants to purchase up to 323,276 common shares. The PIPE Warrants are exercisable immediately at an exercise price of $6.00 per share and expire five years from issuance.
The amendment restates that Placement Agent Warrants have an exercise price equal to 120% of the price per share of common stock issuable upon conversion of the Series C, set at $5.40 per share, and replaces exhibits to correct typographical errors. Univest Securities, LLC received a cash fee equal to 8% of gross proceeds and Placement Agent Warrants equal to 5% of the total common shares underlying the converted preferred and PIPE Warrants. The securities were offered only to accredited investors and were not registered under the Securities Act.
General Enterprise Ventures (GEVI) filed an amended Form 8-K to correct and clarify terms of a September 30, 2025 PIPE financing and related warrants. The company sold 420,937 shares of Series C Convertible Preferred for an aggregate purchase price of $6,314,062, each preferred share convertible into 3.3333 shares of common stock. Investors also received PIPE Warrants to purchase up to 701,563 common shares, exercisable immediately at $6.00 per share and expiring five years from issuance.
The amendment states that Placement Agent Warrants carry an exercise price equal to 120% of the price per common share issuable upon conversion of the Series C, or $5.40 per share, and replaces Exhibits 4.1, 10.2 and 10.3 to correct typographical errors. Univest Securities received a cash fee of 8% of gross proceeds, 1% for expenses, $350,000 for legal fees, and warrants equal to 5% of the total shares issuable upon conversion and exercise. The securities were offered to accredited investors and were not registered under the Securities Act.
General Enterprise Ventures (GEVI): Theodore Ralston filed Amendment No. 1 to Schedule 13D reporting beneficial ownership of 17,679,738 Common Shares, representing 26.57% of the class. The stake includes 2,811,133 Common Shares, plus 13,266,680 shares issuable upon conversion of 663,334 Series C Convertible Preferred Shares, and 1,601,925 shares issuable upon conversion of a Convertible Note.
The ownership percentage was calculated using 66,550,981 Common Shares outstanding as of June 30, 2025, together with the shares issuable upon the reporting person’s conversions. On September 30, 2025, Ralston agreed to purchase 13,334 additional Series C Convertible Preferred Shares for $200,010 in an unregistered sale. He states he acquired securities for investment and may adjust his holdings over time, with no current plans for corporate transactions listed in Item 4.
General Enterprise Ventures (GEVI): Form 4 insider purchase
Company officer Nanuk Warman (CFO/Secretary) reported buying 3,339 shares of Series C Convertible Preferred Stock on 10/21/2025 for an aggregate $50,080 ($15 per share). Each Series C share is convertible into 3.3333 shares of common stock, representing 11,130 underlying common shares tied to this purchase.
In addition, a warrant was acquired for 5,564 shares of common stock at an exercise price of $6 per share, exercisable any time before 10/21/2030. Holdings are reported indirectly via Nanuk Warman CPA Inc.
General Enterprise Ventures, Inc. entered into Securities Purchase Agreements for a PIPE financing. The company agreed to sell 193,967 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $2,909,515, each preferred share convertible into 3.3333 shares of common stock. Investors also received warrants to purchase up to 323,276 common shares, exercisable immediately at an exercise price of $6.00 per share. The combined price was $15.00 per preferred share and accompanying warrant. The securities were sold to accredited investors under Section 4(a)(2) and are not listed for trading.
Univest Securities, LLC served as placement agent, receiving a cash fee of 8% of gross proceeds and placement agent warrants equal to 5% of the total common shares issuable upon conversion and exercise, with an exercise price of $5.40 per share. The company also appointed Lorenzo Calinawan and Craig Huff to its Board, effective October 15, 2025.
General Enterprise Ventures (GEVI) filed a Form 3 reporting Craig A. Huff’s initial beneficial ownership as of 03/17/2025. He directly holds 1,815,155 shares of Series A Preferred Stock and 1,500,000 shares of Common Stock. Derivative positions include Series C Convertible Preferred Stock convertible into 13,000,000 shares of Common Stock, a Convertible Note convertible into 5,500,000 shares of Common Stock at $0.4 per share expiring 02/28/2026, and a Warrant for 2,500,000 shares at $0.5 expiring 02/28/2030.
General Enterprise Ventures (GEVI) — insider Form 4 activity: A reporting person identified as a 10% owner reported multiple transactions. On 09/03/2025, 650,000 shares of Series C Convertible Preferred Stock were converted into 2,166,667 shares of Common Stock, bringing Common Stock beneficial ownership to 2,416,667 shares (direct). On 09/30/2025, the holder purchased 26,667 Series C shares for $400,000 at $15.00 per share and received a warrant to purchase 44,445 Common Stock at an exercise price of $6 per share, expiring 09/30/2030. The Series C is convertible into 3.3333 Common shares per preferred share and has no expiration. An adjustment on 06/30/2025 added 69,007 Series C to offset dilution. Figures reflect GEVI’s 1‑for‑6 reverse split effective 08/28/2025.
General Enterprise Ventures, Inc. entered into securities purchase agreements for a PIPE financing, selling 420,937 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $6,314,062 and issuing PIPE warrants to buy up to 701,563 shares of common stock. Each preferred share converts into 3.3333 common shares, and the PIPE warrants are immediately exercisable at $6.00 per share for five years. Univest Securities, LLC acted as placement agent, receiving cash fees totaling 9% of gross proceeds, $350,000 in legal fee reimbursement, and additional placement agent warrants.
Following this transaction, as of September 30, 2025, the company reports 17,552,912 common shares outstanding, 9,659,926 common shares in free float, pro forma shareholder equity of $11,600,000, and 589,271 Series C preferred shares issued and outstanding. The company also announced leadership changes: John Costa resigned from the board, Theodore Ralston resigned as CEO and president, and Wesley J. Bolsen joined the board and became CEO under an employment agreement providing a $300,000 annual salary and a signing bonus of 6,250 Series C preferred shares.